8-K
Twin Vee PowerCats, Co. (VEEE)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Dateof Report (Date of earliest event reported): May 15, 2023
TwinVee Powercats Co.
(Exactname of registrant as specified in its charter)
| Delaware | 001-40623 | 27-1417610 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
3101S. US-1Ft. Pierce, Florida 34982
(Addressof principal executive offices)
(772) 429-2525
(Registrant’stelephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value $0.001 per share | VEEE | The Nasdaq Stock Market LLC (Nasdaq Capital Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and FinancialCondition.
On May 15, 2023, Twin Vee PowerCats Co. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02 and in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02 and in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibit Description |
|---|---|
| 99.1 | Press Release issued by Twin Vee PowerCats Co. dated May 15, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 16,<br> 2023 | TWIN VEE POWERCATS CO.<br><br>(Registrant) | |
|---|---|---|
| By: | /s/ Joseph Visconti | |
| Name: | Joseph Visconti | |
| Title: | Chief Executive Officer and President |
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
May 15, 2023
Twin Vee Powercats Co. Reportsa 51% Increase in Revenue for the Three Months Ended March 31, 2023
FORT PIERCE, FLORIDA, May 15, 2023 – Twin Vee PowerCats Co. (Nasdaq: VEEE) (“Twin Vee” or the “Company”), a designer, manufacturer and distributor of recreational and commercial, off-shore power catamaran boats, today reported operational highlights and financial results for the three months ended March 31, 2023.
We are pleased to report a 51% increase in net revenue for the three months ended March 31, 2023 to $8.9 million compared to $5.9 million in the same period in 2022, and net income of $181 thousand for our gas powered boats reportable segment for the three months ended March 31, 2023, compared to a net loss of $626 thousand for the same period in 2022. The total net loss of $1.8 million for the three months ended March 31, 2023 is a direct reflection of Twin Vee’s majority ownership in Forza X1, Inc. (Nasdaq: FRZA), the electric boat company in which we own a majority stake and Twin Vee’s requirement to file consolidated financial statements in accordance to GAAP accounting policy. Twin Vee, net of Forza X1, had cash, cash equivalents, restricted cash and marketable securities of approximately $12.6 million as of March 31, 2023.
We have made great progress in expanding the Twin Vee model lineup and our product offerings, we feel confident that our newly announced Aquasport mono-hull boat brand will continue our ability to scale our overall business and grow our brands. As we continue to watch market conditions, dealer inventory levels and economic indicators that might affect our business, our goal is to streamline inventory levels and tighten production costs.
First Quarter 2023 Financial Highlights:
| ● | Revenue for the three months ended March 31, 2023 was approximately $8,877,000, representing a 51% increase<br>compared to approximately $5,886,000 for the three months ended March 31, 2022. |
|---|---|
| ● | Gross profit for the three months ended March 31, 2023 was approximately $3,222,000 compared to a gross<br>profit of approximately $2,434,000 for the three months ended March 31, 2022. |
| --- | --- |
| ● | Net income from operations of the Company’s core business, gas-powered boats, was approximately<br>$182,000 for the three months ended March 31,2023. |
| --- | --- |
| ● | Forza X1, the electric boat entity, in which the Company is a majority shareholder, incurred a net loss<br>of approximately $2,005,000, for the three months ended March 31, 2023. |
| --- | --- |
| ● | Fix My Boat, the Company’s franchise business, had a loss of approximately $5,000, for the three<br>months ended March 31, 2023. |
| --- | --- |
| ● | Adjusted net loss for the three months ended March 31, 2023, which excludes non-cash charges, was approximately<br>$1,347,000. Adjusted net income are non-GAAP measures. See below for an explanation and reconciliation of these non-GAAP measures. |
| --- | --- |
| ● | Adjusted net income for the Company’s core business, gas powered boats, was approximately $265,000.<br>Adjusted net income are non-GAAP measures. See below for an explanation and reconciliation of these non-GAAP measures. |
| --- | --- |
| ● | Twin Vee’s consolidated cash, cash equivalents, restricted cash and marketable securities were approximately<br>$23,457,000 on March 31, 2023. Forza’s cash, cash equivalents, restricted cash and marketable securities were approximately $10,683,000<br>on March 31, 2023. Twin Vee’s, the core business, gas powered boats had cash, cash equivalents, restricted cash and marketable securities<br>of approximately $12,643,000 on March 31, 2023. Fix My Boat’s cash, cash equivalent, restricted cash and marketable securities were<br>approximately $132,000. |
| --- | --- |
| ● | Twin Vee’s consolidated total asset value was approximately $36,896,000 on March 31, 2023. Forza’s<br>total asset value was approximately $12,392,000 on March 31, 2023. Twin Vee’s, the core business, gas powered boats had a total<br>asset value of approximately $24,372,000 on March 31, 2023. Fix My Boat’s total asset value was approximately $131,000. |
| --- | --- |
| ● | The Company’s core business, gas powered boats, increased its total asset value by approximately $325,000, for the three months<br>ended March 31, 2023 as compared to the three months ended March 31, 2022. |
| --- | --- |
| ● | Forza’s total asset value decreased by approximately $1,660,000, For the three months ended March 31, 2023. |
| --- | --- |
Conference Call
Joseph Visconti, CEO and President will hold a conference call today, Monday, May 15, 2023, at 12:00 p.m. (Eastern). To listen to the conference call, interested parties should dial-in 1-877-407-3982 and use Conference ID 13738651. All callers should dial in approximately 10 minutes prior to the scheduled start time and ask to be joined into the Twin Vee conference call.
The conference call will also be available through a live audio webcast that can be accessed at the LINK HERE.
The Company’s complete financial statements are being filed today with the Securities and Exchange Commission and can be accessed via https://ir.twinvee.com/sec-filings.
About Twin Vee PowerCats Co.
Twin Vee is a designer, manufacturer, distributer, and marketer of power sport catamaran boats. The Company is located in Fort Pierce, Florida and has been building and selling boats for nearly 30 years. Learn more at twinvee.com. Twin Vee is one of the most recognizable brand names in the catamaran sport boat category and is known as the “Best Riding Boats on the Water™”.
Forward Looking Statements
This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project” and similar expressions that are intended to identify forward-looking statements and include statements regarding continuing the Company’s ability to scale its overall business and grow our brands and streamlining inventory levels and tightening production costs.
These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release and are subject to a number of risks and uncertainties, many of which are difficult to predict, that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to continue to streamline inventory levels and tighten production costs, the Company’s ability to scale its overall business and grow our brands and the risk factors described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, and the Company’s subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. The information in this release is provided only as of the date of this release, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events, except as required by law.
CONTACT:
Glenn Sonoda
investor@twinvee.com
SOURCE: Twin Vee PowerCats Co.
(Tables Follow)
| March 31, | December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | Change | % Change | |||||||||
| Cash and cash equivalents | $ | 21,022,515 | $ | 23,501,007 | $ | (2,478,492 | ) | (10.5 | %) | |||
| Marketable securities | $ | 2,434,551 | $ | 2,927,518 | $ | (492,967 | ) | (16.8 | %) | |||
| Current assets | $ | 28,555,019 | $ | 29,887,529 | $ | (1,332,510 | ) | (4.5 | %) | |||
| Current liabilities | $ | 3,854,142 | $ | 3,791,063 | $ | 63,079 | 1.7 | % | ||||
| Working capital | $ | 24,700,877 | $ | 26,096,466 | $ | (1,395,589 | ) | (5.3 | %) | |||
| March 31, | December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||
| Balance Sheet Data: | 2023 | 2022 | Change | % Change | ||||||||
| Cash | $ | 21,022,515 | $ | 23,501,007 | $ | (2,478,492 | ) | (11 | %) | |||
| Total assets | $ | 36,895,728 | $ | 38,231,480 | $ | (1,335,752 | ) | (3 | %) | |||
| Total liabilities | $ | 5,220,340 | $ | 5,210,591 | $ | 9,749 | 0 | % | ||||
| Stockholder’s equity | $ | 27,751,926 | $ | 28,435,734 | $ | (683,808 | ) | (2 | %) | |||
| Three Months Ended | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| March 31, | ||||||||||||
| 2023 | 2022 | Change | % Change | |||||||||
| Net sales | $ | 8,877,215 | $ | 5,886,000 | $ | 2,991,215 | 51 | % | ||||
| Cost of products sold | $ | 5,655,385 | $ | 3,451,646 | $ | 2,203,739 | 64 | % | ||||
| Gross profit | $ | 3,221,830 | $ | 2,434,354 | $ | 787,476 | 32 | % | ||||
| Operating expenses | $ | 5,591,353 | $ | 3,482,507 | $ | 2,108,846 | 61 | % | ||||
| Income from operations | $ | (2,369,523 | ) | $ | (1,048,153 | ) | $ | (1,321,370 | ) | 126 | % | |
| Other expense | $ | (541,058 | ) | $ | 143,164 | $ | (684,222 | ) | (478 | %) | ||
| Net loss | $ | (1,828,465 | ) | $ | (1,191,317 | ) | $ | (637,148 | ) | 53 | % | |
| Basic and dilutive loss per share of common stock | $ | (0.19 | ) | $ | (0.17 | ) | $ | (0.02 | ) | 13 | % | |
| Weighted average number of shares of common stock outstanding | 9,520,000 | 7,000,000 | ||||||||||
| Three Months Ended | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| March 31, | ||||||||||||
| 2021 | 2020 | Change | % Change | |||||||||
| Cash used in operating activities | $ | (2,232,650 | ) | $ | (1,149,673 | ) | ) | 94 | % | |||
| Cash used in investing activities | $ | (243,007 | ) | $ | (647,855 | ) | (62 | %) | ||||
| Cash used in financing activities | $ | (2,835 | ) | $ | (116,394 | ) | (98 | %) | ||||
| Net Change in Cash | $ | (2,478,492 | ) | $ | (1,913,922 | ) | ) | 29 | % |
All values are in US Dollars.
The following table shows information by reportable segments for the three months ended March 31,2023 and 2022:
| For<br> the three months ended March 31, 2023 | Gas-Powered<br> Boats | Franchise | Electric<br> Boat and Development | Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net<br> sales | $ | 8,877,215 | $ | — | $ | — | $ | 8,877,215 | ||||
| Cost<br> of products sold | 5,605,444 | — | 49,941 | 5,655,385 | ||||||||
| Operating<br> expense | 3,510,423 | 1,121 | 2,079,809 | 5,591,353 | ||||||||
| Income<br> (loss) from operations | (238,652 | ) | (1,121 | ) | (2,129,750 | ) | (2,369,523 | ) | ||||
| Other<br> income (expense) | 420,501 | (4,062 | ) | 124,619 | 541,058 | |||||||
| Net<br> income (loss) | $ | 181,849 | $ | (5,183 | ) | $ | (2,005,131 | ) | $ | (1,828,465 | ) | |
| For<br> the Three Months Ended March 31, 2022 | Gas-Powered<br> Boats | Franchise | Electric<br> Boat and Development | Total | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net<br>sales | $ | 5,887,032 | $ | (1,032 | ) | $ | — | $ | 5,886,000 | |||
| Cost<br>of products sold | 3,439,541 | 1,027 | 11,078 | 3,451,646 | ||||||||
| Operating<br>expense | 2,953,616 | 26,255 | 502,636 | 3,482,507 | ||||||||
| Income<br>(loss) from operations | (506,125 | ) | (28,314 | ) | (513,714 | ) | (1,048,153 | ) | ||||
| Other<br>expense | (120,353 | ) | (22,234 | ) | (577 | ) | (143,164 | ) | ||||
| Net<br>loss | $ | (626,478 | ) | $ | (50,548 | ) | $ | (514,291 | ) | $ | (1,191,317 | ) |
Non-GAAP Financial Measures
We have presented a supplemental non-GAAP financial measure in this earnings release. We believe that this supplemental information is useful to investors because it allows for an evaluation of the company with a focus on the performance of its core operations, including more meaningful comparisons of financial results to historical periods. Adjusted Net Loss is a non-GAAP financial measure which excludes certain non-cash expenses. Our executive management team uses these same non-GAAP measures internally to assess the ongoing performance of the company.
Below is a reconciliation of Adjusted Net income to GAAP net (loss)income for the three months ended March 31, 2023 and 2022:
| Three Months<br> Ended | ||||||
|---|---|---|---|---|---|---|
| March<br> 31, | ||||||
| 2023 | 2022 | |||||
| Net<br> sales | $ | 8,877,215 | $ | 5,886,000 | ||
| Cost<br> of products sold | $ | 5,655,385 | $ | 3,451,646 | ||
| Gross<br> profit | $ | 3,221,830 | $ | 2,434,354 | ||
| Operating<br> expenses | $ | 5,591,353 | $ | 3,482,507 | ||
| Income<br> from operations | $ | (2,369,523 | ) | $ | (1,048,153 | ) |
| Other<br> expense | $ | (541,058 | ) | $ | 143,164 | |
| Net<br> (loss) | $ | (1,828,465 | ) | $ | (1,191,317 | ) |
| Basic<br> and dilutive loss per share of common stock | $ | (0.19 | ) | $ | (0.17 | ) |
| Weighted<br> average number of shares of common stock outstanding | 9,520,000 | 7,000,000 |
| Adjusted<br> Net Loss | ||||||
|---|---|---|---|---|---|---|
| Three Months<br> Ended | ||||||
| March<br> 31, | ||||||
| 2023 | 2022 | |||||
| Net<br> loss | $ | (1,828,465 | ) | $ | (1,191,317 | ) |
| Stock<br> based compensation | 482,964 | 224,832 | ||||
| Loss<br> on disposal of assets | — | 18,408 | ||||
| Depreciation<br> and amortization | 218,276 | 80,092 | ||||
| Change<br> of right-of-use asset and lease liabilities | 118,206 | 93,106 | ||||
| Net<br> change in marketable securities | (8,034 | ) | 85,538 | |||
| Government<br> grant income | (329,573 | ) | — | |||
| Adjusted<br> net (loss) | $ | (1,346,626 | ) | $ | (689,341 | ) |
| Gas-Powered<br> Boats | Fix My Boat | Electric<br> Boat and Development | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months<br> Ended | Three Months<br> Ended | Three Months<br> Ended | ||||||||||||||||
| March<br> 31, | March<br> 31, | March<br> 31, | ||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Net<br> loss | $ | 181,849 | $ | (626,478 | ) | $ | (5,183 | ) | $ | (50,548 | ) | $ | (2,005,131 | ) | $ | (514,291 | ) | |
| Stock<br> based compensation | 141,801 | 224,832 | — | — | 341,163 | — | ||||||||||||
| Impairment<br> loss | — | — | — | — | — | — | ||||||||||||
| Loss<br> on disposal of assets | — | — | — | 18,408 | — | — | ||||||||||||
| Depreciation<br> and amortization | 182,580 | 76,884 | — | — | 35,696 | 3,208 | ||||||||||||
| Gain<br> from government grant | — | — | — | — | — | — | ||||||||||||
| Change<br> of right-of-use asset and lease liabilities | 96,795 | 93,106 | — | — | 21,411 | — | ||||||||||||
| Net<br> change in marketable securities | (8,034 | ) | 85,538 | — | — | — | — | |||||||||||
| Government<br> grant income | (329,573 | ) | — | — | — | — | — | |||||||||||
| Adjusted<br> net income (loss) | $ | 265,418 | $ | (146,118 | ) | $ | (5,183 | ) | $ | (32,140 | ) | $ | (1,606,861 | ) | $ | (511,083 | ) |